国际贸易实务双语教程电子课件.ppt

1、,国际贸易实务（双语） (INTERNATIONAL TRADE PRACTICE IN CHINESE AND ENGLISH),主讲：葛志财,INTERNATIONAL TRADE PRACTICE IN CHINESE AND ENGLISH,Chapter 1 A brief introduction to international trade （2hrs）,Contents to be studied in this course:,Chapter 2 General Procedures of Export and Import Transaction （2hrs）,Chapte

2、r 3 Contracts for the Sale and Purchase of International Commodity (2hrs ),Chapter 4 Trade Terms (4hrs),Chapter 5 Quality of Commodity (2hrs),Chapter 6 Quantity of Goods (4hrs),Chapter 7 Packing and Marking of Goods (2hrs),Chapter 8 Price of Goods （2hrs）,Chapter 9 Delivery of Goods (4hrs),Chapter 10

3、 Cargo Transportation Insurance （4hrs）,Chapter 11 Payment of Goods (2hrs),Chapter 12 Disputes, Claim, Arbitration (2hrs),Picture of the Course,对国外市场调查研究,制定出口方案,发展客户,广告宣传,谈判,交易洽商,询盘,发盘,还盘,接受,签合同,备货,催证,审证,改证,(审核发现的修改),租船订舱,报验 (商检),货发码头,报关、装船、取得单证,投保(必须在发货以前),所有单据送银行议付,议付结汇合同履行完毕,发生争议处理索赔,合 同 履 行,交易前的准

4、备工作,进口商,生产厂家,海关,税务局,出口商,Chapter 1 A brief introduction to international trade,Section One Reasons for international trade (从事国际贸易的动机) 1 Resource Acquisition (寻求资源) 2 Benefits Acquisition (追求利润) 3 Diversification (多种经营) 4 Expand sales（扩大销售）,Problems,Culture Problems,Monetary conversion,Trade barriers

5、,Section Two Problems Concerning International （国际贸易遇到的问题）,Section Three Forms of International Trade (国际贸易形式) 1 Merchandise Exports and Imports (商品进出口) 1) Exporting(商品出口) (1) Direct exporting(直接出口) (2) Indirect exporting(间接出口) 2) Importing (商品进口) 2 Service Exports and Imports (劳务进出口) 1) Travel, Tou

6、rism, and Transportation (旅游业、交通运输业) 2) Performance of Activities Abroad (国外商务活动) 3) Use of Assets From Abroad (国外资产的运用),Chapter 1 A brief introduction to international trade,3 Licensing (许可证贸易) 4 Trading Companies (贸易公司) 5 Joint Ventures (合资企业) 6 Investment 1) Direct Investments (直接投资) 2) Portfolio

7、 Investments (间接投资) 7 Visible and Invisible Trade （有形贸易和无形贸易）,Chapter 1 A brief introduction to international trade,Exercise,1 What is international trade? 2 What are the major motivations for firms to operate international business? 3 What measures do most companies usually adopt to avoid wild swin

8、gs in the sales and profits? 4 Please give the four major operation forms chosen by most companies. 5 What limits a firms sales? 6 What does “royalties” mean? 7 Please try to finish all the exercise in the text book.,Section One Procedures of Export and Import Transaction 1 What is Exporting 2 Proce

9、dures of Export 1) Making market research 2) Marketing and Promotion 3 What is Importing 4 Parties involved in export and import transaction 5 Specialists involved in export and import transactions 6 Basic Documents needed in Export and Import Transaction Please look at the following draft (Export P

10、rocedures under CIR on the side of Seller),Chapter 2 General Procedures of Export and Import Transaction,Export Procedures under CIR on the side of Seller,Procedures of Import Transaction,Market Research,Any exporter who wants to sell his products in a foreign country or countries must first conduct

11、 a lot of market research. Market research is a process of conducting research into a specific market for a particular product. Export market research, in particular, is a study of a given market abroad to determine the needs of that market and the methods by which the products can be supplied. The

12、exporter needs to know which foreign companies are likely to use his products or might be interested in marketing and distributing the products in their country.,* the exporters * the importers * the port authority * the shipping company (for sea freight) * the airline (for air freight) * the insura

13、nce company or brokers * the exporters bank * the importers bank * the railways (in some cases) in the importer country * the road hauler ( in some case) in the importer country * the shipping agent at the port or airport of discharge * the shipping agents at the port or airport of loading * the rai

14、lway (in some cases)in the exporters country * the road hauler (in some cases) in the exporters country,Parties involved in export and import transaction,Parties Involved in Exp. The offeree rejects or makes a counter offer; The oferer revokes the offer before acceptance.,3. Counter-Offer,A reply to

15、 an offer which purports to be an acceptance but contains additions, limitations or other modifications is a rejection of the offer and constitutes a counter offer. (1) A reply to an offer which alter the terms of the offer materially constitutes a counter-offer (2) An acceptance with restrictive co

16、nditions is another form of counter-offer, such as “subject to our final confirmation”. (3) If offeree accepts the original offer after he made a counter-offer, the contract is invalid.,4. Acceptance,A statement made by or other conduct of the offeree indicating assent to an offer is an acceptance.

17、(1) The meaning of acceptance (2) The essential conditions of acceptance,5 Investigation of Credit-worthiness of Customers 6 Implementation of Contract Preparing goods for shipment 2) Inspection application 3) Reminding, examining and modifying L/C 4) Chartering and booking shipping space 5) Customs

18、 formalities 6) Insurance 7) Documents preparation for bank negotiation 7 Settlement of disputes,Questions,1. What are the essential conditions of an offer? 2. According to the regulation of convention, when the offer can be withdrawal and revoked? 3. When an offer is terminated? 4. Try to analyze t

19、he effectiveness of a late acceptance. 5. What are the essential conditions of a contract established?,Summary: NEGOTIATION OF CONTRACT国际货物买卖合同的订立,询盘(Inquiry) 发盘(Offer) 递盘(Bid) 还盘(Counter-offer) 接受(Acceptance) 订立合同(Sign a contract),buyer,seller,合同成立的时间 （Effective time of contract） 合同生效的要件 （ Effectiv

20、e conditions of contract）,合同的形式 （Forms of contract ） 合同的内容 （Contents of contract）,返回目录,Exercise,Please finish the exercise in the text book Case Study: Please read your case book,1. Establishment time of contract Two standards for judgment: 1. When the effective acceptance reaches offeror; 2. When o

21、fferee make the behavior of accepting. 2. The essential conditions of a contract come into effective: 1, contracting parties should have signing ability 2, the content of the contract should be legal 3, the contract should conform to legal formarity 4, contracting parties meaning expresses should be

22、 true,Chapter 3 Contracts for the International Sale of Goods,Section One Definition of the Contract,A contract is an agreement between two or more competent parties in which an offer is made and accepted, and each party benefits. It is an agreement which sets forth binding obligations of the releva

23、nt parties. The agreement can be formal, informal, written, oral or just plain understood. Some contracts are required to be in writing in order to be enforced. A contract proper includes: 1)the full name and address of the buyer and the seller; 2) the commodities involved; 3)all the terms and condi

24、tions agreed upon; 4)indication of the number of original copies of the contract, the language used, the term of validity and possible extension of the contract.,The prerequisites（前提） required for a contract to be recognized and enforced,(1) A Valid Offer and a Proper Acceptance (2) Sufficiency of C

25、onsideration（对价） (3) Absence of Fraud, Force, or Legal Loopholes (4) Legal Capacity (5) Consistency with General Public,1. Formation of contact (1) Written contract It is the basis that the contract is established It is the basis of fulfilling contract It is the basis that the contract comes into fo

26、rce It is the basis of arbitration or lawsuit. (2) Oral form (3) Other forms,Section 2: Formation and main contents of contact,CISG Article 11: A contract of sale need not be concluded in or evidenced by writing and is not subject to any other requirement as to form. It may be proved by any means, i

27、ncluding witnesses.,2. Main parts of contract Preamble Body Witness clause,Various Formats of Contract In Written,Contract Confirmation Agreement Memorandum Letter of Intent Order (Please log into: 3/trade),THE LAWS ARE APPLICABLE TO INTERNATIONAL SALES CONTRACTS,International Trad

28、e Practice International Rules for the Interpretation of Trade Terms国际贸易术语解释通则 Uniform Customs and Practice for Documentary Credit跟单信用证统一惯例 International Treaty Unite Nations Convention on Contracts for the International Sale of Goods联合国国际货物销售合同 公约 Domestic Laws Contract law中华人民共和国合同法,Modification o

29、r Termination of Contract,CISG Article 29: (1) A contract may be modified or terminated by the mere agreement of the parties. (2) A contract in writing which contains a provision requiring any modification or termination by agreement to be in writing may not be otherwise modified or terminated by ag

30、reement. However, a party may be precluded by his conduct from asserting such a provision to the extent that the other party has relied on that conduct.,Name of commodity,Quality,Quantity,Package,Price,Payment,Transport and insurance,The time limit and place of performance,The prevention and handlin

31、g of dispute,Name of commodity,Generally, this clause is relatively simple, we always list the names that in the offer or counter-offer under the article of Name of Commodity. And sometimes we only write several sentences showing the two parties agreement on the business of some commodity at the beg

32、inning of a contract.,Quality,In the quality clause we should clearly list the name and detailed qualities of commodities. As commodities are various, the ways showing their qualities are not the same. So the terms of quality must be fit for the characteristics of commodities.,QUANTITY,The quantity

33、clause mainly includes the quantity and unit of commodity. To facilitate the performance of contract and avoid disputes, the quantity clause should be clear and detailed. In addition , it is improper to use those uncertain words like about 、 circa、approximate to define the quantity.,Packing material

34、,Method of packing,Specification of packing,Packing mark,Packing charges,Package,PACKING MATERIAL,The packing for sea need firm The packing for rail need not afraid of shaking The packing for air need light See the law of relative country,METHOD OF PACKING,Single packing Set packing Generally, choos

35、e set packing,SPECIFICATION OF PACKING,Involve such respects as every package putting, the piece and expenses packed, etc., should confirm according to the actual conditions.,PACKING MARK,Packing mark includes shipping mark, indicative mark and dangerous cargo mark Shipping mark can be chosen by us,

36、 or by the customer.,PACKING CHARGES,Generally including in the price of goods Or not including in the price of goods, paid by buyer.,PRICE,Unit price and the total amount of payment are extremely important in a contract. After several rounds of offer and counter-offer, both parties reach an agreeme

37、nt on the price. The price clause should clearly indicate the currency、price terms、unit price and the total amount of payment. When writing the total amount in capital, we always add “say” at the beginning of the sentence, and “only” at the end.,PAYMENT,This clause mainly includes： The means of paym

38、ent Time and place of payment and so on,TRANSPORT AND INSURANCE,While negotiating, both parties must discuss for the time of delivery, place of loading and the destination, whether partial shipment or transshipment, amount of insurance, risk, insurance rate and which insurance clause of insurance co

39、mpany being accurate. Shipment: different price terms must relate to different responsibility and risk. Insurance: different price terms, different person to fix insurance.,STIPULATE THE FLEXIBLE RANGE,In quality terms, add the clause such as “QUANLITY TO BE CONSIDERED AND BEING ABOUT EQUAL TO THE S

40、AMPLE.” According to the error of products quality that internationally acknowledged, add “QUALITY TOLERANT.” As to some primary product that quality is not very steady, while regulating its quality index, can make certain flexible range of quality separately, allow certain range in the quality inde

41、x of the goods that sellers hand in, but should adjust prices according to the situation of quality of delivering goods. While negotiate on quality, the seller can add such in the contract: If the quality seller delivers is defective, does not accord with the regulation of the contract, the buyer ca

42、nt cancel contract, but can lodge a claim against seller.,USE VARIOUS KINDS OF EXPRESSION METHODS PROPERLY,Choose the way describe quality according to the character. If can describe in one way, dont use many ways.,FORMULATE THE CLAUSE ACCORDING TO ACTUAL ABILITY,Pay attention to the science and rat

43、ionality. Avoid too high or too low. Pay attention to the inner link and relation between every quality index.,Inspection,Force majeure,Arbitration,The prevention and handling of dispute,INSPECTION,The third party provides the inspection certificate. At present in our country, examine in the export

44、country, re-inspects in import country. Inspection clause includes: inspection time, inspection place, inspection organization, inspection certificate, method of inspection, re-inspect, etc.,FORCE MAJEURE,After the contract is signed, it is not fault or carelessness of contracting parties, but becau

45、se of the accident that cant be predicted, cant be prevented and avoided, so that the parties cant fulfill or cant fulfill the contract as scheduled, so the party that had the accident, can avoid the responsibility of fulfilling contract according to the stipulations of the contract or the law, or p

46、ostpone fulfilling the contract.,ARBITRATION,Mean both parties while disputing, according to the agreement between both sides, certain organization as the third part, judge the fact of the dispute or the rights and obligations, thus solve the dispute. We should try our best to choose the national ar

47、bitration organ or the arbitration organ of the third country.,本 文,品名,品质,数量,包装,价款,支付方式,运输与保险,履行期限及地点,争议的预防与处理,品 质,一般要写明商品的名称与具体品质。,包 装,包装材料,包装方式,包装规格,包装标志,包装费用,商品检验,不可抗力,仲裁,争议的预防与处理,Exercise,Please finish the exercise in the text book Case Study: Please read your case book,Please write letters of en

48、quiry, offer, counter-offer and credit enquiry according to the situation given below: Suppose there is an export transaction on “Haier” Air Conditioner. Please write the come-and-go correspondence during the process of the transaction. Particulars: Sales Confirmation No. FC9998 Price Terms: CIF Lag

49、os Importers: ABC Co. Ltd., Lagos Quantity: 1,000 dozen Port of Shipment: Huangpu, Guangzhou Port of Destination: Lagos Exporters: Guangzhou Light Industrial Products Imp. the risk separation was the side of the ship; that is to say, the risks were transferred to the buyer or the other parties conce

50、rned after the seller put the goods on board the ship. Since the documents presented by the seller were right and proper, the seller could directly get paid form the Issuing Bank of the L/C. However, part of the goods got lost because of rough sea. Does this mean that the buyer suffered loss? It is

51、definitely not the case because there are other two sub-contracts existing on CIF terms-I/P and Bill of Lading. In this case the buyer could claim damages with the insurance company, but he had to take delivery of the goods. Obviously, the actual reason for the buyers refusal to accept the goods in

52、this case was that the prices of the goods were going down. This is, certainly, unjustified.,ANSWER,A Chinese import and export company concluded a Sale Contract with a German firm on October 5, 2006, selling a batch of certain commodity. The contract was based on CIF Hamburg at USD 2500 per metric

53、ton; The Chinese company delivered the goods in compliance with the contract and obtained a clean on board B/L. During transportation, however, 100 metric tons of the goods got lost because of rough sea. Upon arrival of the goods, the price of the contracted goods went down quickly. The buyer refuse

54、d to take delivery of the goods and effect payment and claimed damages from the seller. Question: (1) Is the buyers refusal reasonable? Why? (2)How should the buyer to deal with the loss?,CASE,(1)It was not right for the buyer not to take delivery of the goods. In this case, the contract concluded b

55、etween the seller and the buyer was on CIF terms, according to which, the sellers responsibilities ended when he loaded the goods on board the ship and paid the freight and insurance premium; the risk separation was the side of the ship; that is to say, the risks were transferred to the buyer or the

56、 other parties concerned after the seller put the goods on board the ship. Since the documents presented by the seller were right and proper, the seller could directly get paid form the Issuing Bank of the L/C. (2)In this case the buyer could claim damages with the insurance company, but he had to t

57、ake delivery of the goods.,ANSWER,CIF（named port of destination）,CFR (Cost and Freight，named port of destination)成本加运费(指定目的港),It means that the seller shall undertake the cost and freight necessary to carry the goods to the named port of destination, but the risks of, losses of, or damage to the goo

58、ds, as well as any additional costs due to events occurring after the time the goods have been delivered on board the vessel, are transferred from the seller to the buyer when the goods pass the ships rail at the port of shipment,返回目录,CFR应该注意的问题,装船通知的重要作用 CFR变形 卸货费用的负担问题 CFR Liner Terms（班轮条件） CFR Ex Ships Hold（舱底交接） CFR Ex Tackle （吊钩交货） CFR Landed（卸到岸上）,CFR NAMED PORT OF DESTINATION,A merchant in South America placed an order with a Chinese export company for a certain commodity on CFR Asuncion (亚松森)terms .With a view to develop new markets, the export company immediately ma